ONGC’s bid to retain Navaratna status

New Delhi: In a last ditch bid to retain its coveted Navaratna status, the government is likely to appoint former RBI Deputy Governor Usha Thorat and former Finance Secretary Arun Ramanathan to the board of ONGC as an Independent Director.

The Oil Ministry has short-listed Thorat, Ramanathan and Deepak Nayyar, ex-Vice Chancellor of Delhi University, for appointment as independent Directors on the board of Oil and Natural Gas Corp, which currently does not meet market regulator SEBI's listing requirement.

"The three names will be sent to a Search Committee, which will screen the names before they are sent to the Cabinet Committee on Appointments for approval," an official with direct knowledge of the development said.

"The whole process may take at least a month," he said, adding ONGC will file papers for the follow-on public offer once its meets the SEBI requirement of having an equal number of executive and non-executive or independent Directors on its board.

The government plans to sell 5 per cent, or 427.77 million equity shares, through the FPO to raise up to Rs 12,000 crore. The FPO was to hit the market in March, but was deferred.

"The timing of FPO will depend on how aggressively the Department of Disinvestment (DoD) pushes for it. It may happen in June or July," the official said.

ONGC does not meet SEBI's listing norm of having an equal number of functional and independent Directors and the government had previously planned to withdraw both its nominee Directors on the board to push the FPO through.

But the move would have led to ONGC losing its coveted Navaratna status, which gives the company board autonomy to approve an investment of any size on its projects and powers to invest up to Rs 1,000 crore in a joint venture company.

According to the norms, a Navaratna board can exercise its limitless powers only when it has government-nominated Directors on board. Upon withdrawal of such Directors, ONGC will have to seek nod of the Public Investment Board (PIB) for any spending of over Rs 100 crore, the official said.

"The consequences of withdrawing government Directors were too grave and so it has been decided to make regular appointment of independent Directors and till such time, the FPO was deferred," he said.

ONGC has six functional Directors, besides the Chairman. It also has two government-appointed nominee Directors, taking the total strength of functional/promoter Directors to nine.

Against this, it currently has five independent Directors and needs four more to meet the SEBI's listing norm.

But since the company does not have a full-time chairman and Director (human resources), appointment of three Directors would help ONGC meet SEBI norm, the official said.